Net Loss per Share

9 Months Ended

Dec. 31, 2023

Basic and diluted net income (loss) attributable to Beneficient per common share for the three and nine months ended December 31, 2023 and 2022, are as follows:


(Dollars in thousands)	Three Months Ended December 31,				Nine Months Ended December 31,
	2023		2022		2023		2022
Net loss	$	(924,872)	$	(42,850)	$	(2,462,606)	$	(203,085)
Less: Net (income) loss attributable to noncontrolling interests	386,935		9,945		445,683		118,843
Less: Noncontrolling interest guaranteed payment	(4,229)		(3,984)		(12,501)		(11,778)



Net loss attributable to Beneficient common shareholders	$	(542,166)	$	(36,889)	$	(2,029,424)	$	(96,020)
Net loss attributable to Class A common shareholders	(504,615)		(33,347)		(1,888,863)		(86,799)
Net loss attributable to Class B common shareholders	(37,551)		(3,542)		(140,561)		(9,221)

Weighted average of common shares outstanding - basic and diluted
Class A	254,923,039		180,178,268		226,105,978		180,178,268
Class B	19,140,451		19,140,451		19,140,451		19,140,451

Net loss attributable to Beneficient per common share - Basic and Diluted
Class A	$	(1.98)	$	(0.19)	$	(8.35)	$	(0.48)
Class B	$	(1.96)	$	(0.19)	$	(7.34)	$	(0.48)

In computing diluted net loss per share, we considered potentially dilutive shares. Anti-dilutive shares not recognized in the diluted net loss per share calculation for the three and nine months ended December 31, 2023 and 2022, were as follows:


	Shares		Shares
	Three Months Ended December 31,		Nine Months Ended December 31,
	2023	2022	2023	2022
Preferred Series B-1	225,095	—	460,215	—
Class S Ordinary	5,358,597	5,835,934	5,409,349	5,859,610
Class S Preferred	48,403	105,168	48,403	108,494
Preferred Series A Subclass 0	164,367,001	19,796,120	38,140,683	19,795,957
Preferred Series A Subclass 1	528,954,636	63,706,518	126,357,936	63,786,330
Preferred Series C Subclass 1	—	16,068,912	8,087,485	16,068,912
Restricted Stock Units	1,346,254	8,379,483	8,429,346	8,430,027
Warrants	30,874,686	—	26,771,105	—
Total anti-dilutive shares	731,174,672	113,892,135	213,704,522	114,049,330

Conversion of BCH Preferred C-1 Unit Accounts

Pursuant to the UPA, on July 10, 2023, the BCH Preferred C-1 Unit Accounts automatically converted into 44,040,761 shares of Class A common stock at approximately $4.66 per share, which represents the volume-weighted average trading price of the Class A common stock for the 20 trading days following the closing of the Business Combination.

Conversion of Series B-1 Preferred Stock

On October 3, 2023, 3,768,995 shares of Series B-1 preferred stock converted into 13,805,841 shares of Class A common stock at a price per share of approximately $2.73.